Peter struggles after the death of his long-time best friend, Harry Osborn, where him being Spider-Man was under consideration of retirement until a new, big and badder came into town by the name of the Vulture. Felicia Hardy joins Peter's class and manipulates him to the point where he begins to cheat on MJ with her. Peter's teacher, Dr. Connors, in search of re-growing his arm, injected a formula into himself which had the apparent side effect of turning into a reptilian lizard. Peter keeps Spider-Man going and manages to fight off all of these villains with the help of an old friend from Spider-Man 3, Flint Marko.
